Stanley to Acquire Oberon Associates

ARLINGTON, Va. , June 10 /PRNewswire-FirstCall/ -- Stanley , Inc. (NYSE: SXE), a leading provider of systems integration and professional services to the U.S. federal government, announced today that it has entered into a definitive agreement to...


ARLINGTON, Va. , June 10 /PRNewswire-FirstCall/ -- Stanley , Inc. (NYSE: SXE), a leading provider of systems integration and professional services to the U.S. federal government, announced today that it has entered into a definitive agreement to acquire Oberon Associates, Inc. (Oberon), an engineering, intelligence operations and information technology services company. The purchase price will be approximately $170 million in cash, subject to certain working capital and other adjustments as of the closing date.

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The transaction, which is expected to close during Stanley's fiscal second quarter ending September 30, 2008 , is subject to the approval of Oberon's shareholders and other customary closing conditions, including the receipt of regulatory approvals. Shareholders representing approximately 67 percent of Oberon's common stock have entered into a voting and irrevocable proxy agreement to vote their shares in favor of the proposed transaction.

Founded in 2002, Oberon provides engineering, operational intelligence and information technology support to multiple elements of the U.S. Army, in addition to the U.S. Air Force, Defense Information Systems Agency, Transportation Security Administration and several agencies throughout the intelligence community. Oberon's areas of expertise include biometrics systems engineering, integration and operational deployment; intelligence community support; communications engineering; and information technology and enterprise data management. Oberon is headquartered in Manassas, Va. , and has more than 600 employees working in 10 regional offices in the United States and seven countries abroad.

Stanley expects Oberon to generate revenue of approximately $80 million in its fiscal year 2008 ending June 30, 2008 . Going forward, Stanley anticipates Oberon's annual revenue will meet or exceed Stanley's annual organic growth goals of 10 to 15 percent and that the transaction will be accretive to its fiscal year 2009 earnings.

"We are looking forward to welcoming Oberon to Stanley ," said Phil Nolan , Stanley's chairman, president and CEO. "This transaction is consistent with Stanley's growth strategy that calls for the development of new customers, contract vehicles and service offerings via mergers and acquisitions. In addition, it reinforces Stanley's strategy of expanding our presence in key markets positively impacted by the Base Realignment and Closure process. Oberon complements our commitment to delivering the highest quality of support for our customers' mission-essential programs and fostering an employee- focused culture. We also believe this acquisition will provide meaningful cross-selling opportunities as we seek to continue our strong record of organic growth."

"We are excited about the opportunity to bring a new, but complementary, set of customers and technical expertise to Stanley ," said Jodi L. Johnson and David L. Young , co-founders of Oberon. "We are also very optimistic that the transition will be a smooth one because of our similar cultures and a mutual urgency to ensure customer satisfaction."

KippsDeSanto & Co. is acting as exclusive financial advisor to Oberon in this transaction.

Stanley management will conduct a conference call today at 5:00 pm EDT to discuss the Oberon transaction. To obtain the dial-in number, please contact Rashida Gofney at (703) 310-3209. The conference call will be broadcast simultaneously on the Investor Relations page of Stanley's website, http://www.stanleyassociates.com. Investors are advised to log on to the website at least 15 minutes prior to the call to register, download and install any necessary audio software. An archive of the webcast will be available for one week following the live event.

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